Private Securities Offering definition

Private Securities Offering means the Company's offering of securities pursuant to Rule 506 under the Securities Act.
Sample 1
Private Securities Offering shall have the meaning ascribed to such term in Section 4.17.
Sample 1

Examples of Private Securities Offering in a sentence

  • In the event that the Purchasers do not accept the terms of any such Private Securities Offering or Debt Restructuring Transaction, within thirty (30) days after any such Private Securities Offering or Debt Restructuring Transaction is offered by the Company to the Purchasers, in writing, then the Company shall have the right to offer such Private Securities Offering or Debt Restructuring Transaction to other Persons on the same terms as those offered to the Purchasers.

  • In the event that such terms are materially different than those offered to the Purchasers, then the Company shall first offer the Purchasers the right to accept such Private Securities Offering or Debt Restructuring, upon such terms, within thirty (30) days after receipt of written notice from the Company, which shall include all of the terms of such Private Securities Offering or Debt Restructuring Transaction.

  • Assuming the accuracy of the representations and warranties of the Holder contained in the Purchase Agreement or in the subscription agreement for the Private Securities Offering, this Warrant has been issued in a transaction exempt from the registration requirements of the Securities Act by virtue of Rule 506 (c) under Regulation D.

  • In the event that the Purchasers do not exercise any right of first offer hereunder, in connection with a Private Securities Offering, they shall have the right to participate in such Private Securities Offering, pursuant to the provisions of Section 4.17 hereafter, to the extent applicable.

Related to Private Securities Offering

  • Private Securities Transaction means any securities transaction relating to new offerings of securities which are not registered with the Securities and Exchange Commission, provided however that transactions subject to the notification requirements of Rule 3050 of the Financial Industry Regulatory Authority’s (FINRA) Conduct Rules, transactions among immediate family members (as defined in the interpretation of the FINRA Board of Governors on free-riding and withholding) for which no associated person receives any selling compensation, and personal securities transactions in investment company and variable annuity securities shall be excluded.

  • Private Exchange Securities shall have the meaning set forth in Section 2(a) hereof.

  • NIM Securities Any debt securities secured or otherwise backed by some or all of the Class X and Class P Certificates that are rated by one or more Rating Agencies.

  • Public Equity Offering means an underwritten primary public offering of common stock of the Company pursuant to an effective registration statement under the Securities Act.

  • Public Offering means the sale in an underwritten public offering registered under the Securities Act of equity securities of the Company or a corporate successor to the Company.

  • Secondary Offering means an offering of securities of a publicly traded company that prior to the offering were not registered under the Securities Act of 1933, as amended.

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • Underwriters' Securities means the Offered Securities other than Contract Securities.

  • Private Offering means the private offering of Preferred Stock pursuant to the Memorandum.

  • Private Shares shall have the meaning given in the Recitals hereto.

  • Series A Securities means the Company's 10.01% Series A Junior Subordinated Deferrable Interest Debentures due March 15, 2027, as authenticated and issued under this Indenture.

  • BofA Securities means BofA Securities, Inc.

  • Federal Securities means: (a) any direct general obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), for which the full faith and credit of the United States of America are pledged; (b) obligations of any agency, department or instrumentality of the United States of America, the timely payment of principal and interest on which are directly or indirectly secured or guaranteed by the full faith and credit of the United States of America.

  • Securities Lending Agreement means an agreement under which a local agency agrees to transfer securities to a borrower who, in turn, agrees to provide collateral to the local agency. During the term of the agreement, both the securities and the collateral are held by a third party. At the conclusion of the agreement, the securities are transferred back to the local agency in return for the collateral.

  • Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Investor Securities means the securities eligible for registration pursuant to the Registration Rights Agreement.

  • Primary Offering means the portion of an Offering other than the Shares offered pursuant to the Company’s distribution reinvestment plan.

  • Marketed Underwritten Offering means any Underwritten Offering (including a Marketed Underwritten Shelf Take-Down, but, for the avoidance of doubt, not including any Shelf Take-Down that is not a Marketed Underwritten Shelf Take-Down) that involves a customary “road show” (including an “electronic road show”) or other substantial marketing effort by the Company and the underwriters over a period of at least 48 hours.

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

  • Private Exchange Notes See Section 2(b) hereof.

  • Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • Equity Offering means any public or private sale of common stock or Preferred Stock of the Issuer or any of its direct or indirect parent companies (excluding Disqualified Stock), other than:

  • Underwritten Public Offering means an underwritten Public Offering, including any bought deal or block sale to a financial institution conducted as an underwritten Public Offering.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.